Frieza's Attack
by UltraQuest
Summary: One-shot. Frieza hears about a brand new planet to conquer, jam-packed with many wondrous creatures of differing power. Interested, he goes and attempts to take it over, but guess who's in his way? It's only Mewtwo.


_Disclaimer: Akira Toriyama owns Dragon Ball Z, not me. I do not claim to own it, neither will I ever own it._

_Pokémon is the property of Nintendo and Game Freak, who are both in no way associated with me. I do not claim to own either series._

* * *

A purple-skinned scaly alien warrior, belonging to the Planet Trade Organisation, stepped into the medium-sized circular room, where a peculiar lifeform with pink skin, Saiyan-like armour and a purple ball of sorts acting as a forehead; a taller cyan-skinned alien with armour and another pink-purple, overweight alien with similar kind of armour to the one his light blue comrade was wearing stood, seemingly expecting company.

The purple alien stopped, took a quick glance at the blue and pink aliens and returned his gaze to the middle guy, whom seemed to have some authority over anyone else in the room. Because of this, the purple alien appeared to be fearing his boss - he had every right to be.

"Lord Frieza!" the scaly one spoke, breaking the silence. "We have uncovered a new planet that seems to be brimming with life!"

"A new planet? Oh yeah, that sounds fun!" the larger one exclaimed.

His light blue partner glared at him. "Dodoria, please calm yourself. Speak on, Appule."

"Thanks, Zarbon," Appule thanked, returning to what he came in for. "Anyway, this planet is full of strange creatures with varying power levels! These powers can't compare to you, Lord Frieza, of course, but this could mean new recruits for us!"

Lord Frieza, the boss of the Planet Trade Organisation, smiled pleasurably. He appeared to enjoy this news he had been given by one of his lower-ranking soldiers and only grew more interested as time went on. "A new planet? Pah! This will be easy! We'll send a couple of weaker foot soldiers down, that will be enough."

"Lord Frieza, I must interject," Zarbon suggested, careful as to not interrupt his boss. "What if the creatures on this new planet are far stronger than our foot soldiers? That will just be a waste of men. I suggest...you send _him _down."

"Him?" wondered Frieza. "I'm not sure if that will be necessary. We could send anyone else, but you want to send _him_?"

"We created him for a reason, Lord Frieza. Besides, he's healing right now and by the time we finish speaking, he'll likely be done," Zarbon continued. "We can't take anymore chances, not after the incident on Planet Xyzoran."

Frieza bit his lip, knowing his advisor's words were true. "Fine, then we'll send him to capture the stupid planet. Heh-heh...it's not like we'll fail or anything. Appule! Leave now and go tell _him _of our plans. He will be leaving right away!"

"Yes, Lord Frieza!" Appule nodded, rushing out of the room in excitement.

Frieza then turned right around and peered out of his window, which had a view of outer space. Staring at nothing in particular, the interplanetary dictator smiled.

"Whatever this new planet is, it cannot and will not compare to my power!" he exclaimed, laughing at his own delight.

_A creation for a destructive purpose_

_"If this truly is a fossil of Mew, then we should be able to create the strongest Pokémon," one of the Team Rocket scientists stated, upon inspection of the mysterious find inside the tomb._

_"Who am I?"_

_"Where am I?"_

_"Someone's talking about me..."_

_"Human? Pokémon? Which one am I?"_

_"Thank you for your tears. But don't cry, you're living. Stay alive, okay?"_

_"We wanted to create the strongest Pokémon...and we succeeded."_

Mewtwo blinked. He snapped back to reality, back to the world he knew was real. Upon Mount Quena, a Pikachu clone walked up to him in curiosity, careful to not get whipped by the Psychic-type's cape.

"Pi?" Pikachutwo asked.

Pokémon did not have the ability to speak, though Mewtwo was an exception. He could only communicate with the use of telepathy. "_I am fine, young one,_" the lonesome Pokémon answered directly into Pikachutwo's mind. "_Nightmares of my past continue to plague me, like a disease. Thank you for your concern._"

"Kachu," continued Pikachutwo, whom turned around and left Mewtwo to be.

Mewtwo faced away from the forest and lake of the mountain below him and stared at the ocean that was laid out before him. He could sense the Water-types swimming underneath the cool blue and feel the Flying-types hovering away in the morning sky.

_I suppose I must put up my defences,_ Mewtwo told himself. With a quick flick of his three-pronged hand, the skies instantly turned grey and immense rain poured down on the area, causing all the bird Pokémon to rush away in scatter-brained fear. Despite the intense conditions, Mewtwo remained in the open. _I will protect these Pokémon in any way I can. I am their protector, and should anything happen to them, I will never forgive myself._

As Mewtwo continued to stay out in the rain and think deeply about his life, his sensory mind immediately brought him to a fast approaching object entering the planet's atmosphere. Through further sensing, he could tell that there was an incredibly powerful life-form inside the object, so it was likely a spaceship.

_A space Pokémon, perhaps?_ wondered Mewtwo, simply watching as the circular spaceship crash landed in the middle of the lake area. _I'll need to determine whether this visitor is friend or foe, before I intervene._

_A watchful eye_

Inside Clarity Lake, a haven for the clones and native Pokémon living in Mount Quena, all surrounding Pokémon's gazes were quickly drawn to a white and red sphere that had crashed moments ago, into the ground. A Nidoking approached, anxious and wondering if this really was a good idea.

Suddenly, after much tension had been drawn, a human wearing yellow, brown and black armour exited the sphere. He had a well-built body and wielded some sort of machine that went over his eye and had a red visor. The visitor then utilised this machine and looked at his surroundings.

"These are all pathetic power levels...24, 18, 32, 21 - you're all nothing but specs of dust when pitted against a Saiyan warrior like me, Satsuna!" the Saiyan revealed, using his scouter to determine the Pokémons' strength.

Those words appeared to irritate the Nidoking, attempting to use a Megahorn in order to get the jump on Satsuna. Unfortunately for the Poison-Ground-type, the Saiyan had powers of his own. He used a simple ki blast to blow Nidoking away and into a Kangaskhan, knocking both out.

"Try all you want, but you're never getting past me! I'm one of Frieza's elite!" Satsuna taunted, instilling more fear into the Pokémons' minds, resulting in all of them fleeing. "I expected as much! Now, to conquer this planet!"

Before Satsuna could get to work, Mewtwo appeared in front of him, using levitation to float above the lake. "_I cannot allow you to cause any more damage to this area. You'd do well to go back whence you came._"

"Heh, sorry! I'm not leaving!" answered Satsuna, firing another ki blast towards Mewtwo, who reflected it into the sky using Psychic. "So you're a lot tougher than you look..."

Satsuna then started scanning Mewtwo with his scouter. As soon as the results came in, Satsuna's expression changed from determined to cocky. "_That is not my true power. Strength cannot be determined with mere numbers._"

"W-what?!" the Saiyan warrior gasped, surprised at Mewtwo's capabilities. "How could you have guessed?! No matter. I will conquer this planet for Lord Frieza!"

"_I will not allow you to do that!_" Mewtwo barked right back.

Satsuna began the fight with a barrage of ki blasts, which Mewtwo blocked with Barrier. Once the attack was finished, Satsuna used a ki wave which again, was blocked but this time with the use of a different move: Counter. When the attack dissipated as a result of Satsuna not bothering to power it any more, the very same ki wave was fired from Mewtwo's Counter and hit the Saiyan right in the armour, tearing it slightly.

"Impossible! Though, that's not your power, is it? I don't know how you did that, but it matters little anyway!" Satsuna yelled, charging forward and going in for a punch and kick combo, though Mewtwo's Barrier prevented him from getting close.

However, the Barrier still allowed some damage through, allowing the Psychic-type to get a good read on his opponent's physical strength - it was far greater than anything he had ever seen before. While he was being protected, Mewtwo found this to be a good time to skim over Satsuna's mind and discover relevant information.

_So he works for 'Frieza', whoever that may be. He was created by Frieza's men after the desire to create the strongest warrior that could exist_, Mewtwo thought to himself, taking the pain in stride. _This foe is just like me...we were both created to be the strongest of our kind. Is there a chance I could liberate him from Frieza's overbearing control?_

Mewtwo used Psychic to throw Satsuna away and hold him in place, so the pair could have a nice chat.

"What're you-what are you doing?!" Satsuna questioned, still able to talk.

"_I have read your mind and found...interesting things. You fear Frieza for his strength and you respect his motives...tell me, what features of a creature like him would make you respect him?_" Mewtwo asked.

"Lord Frieza is the strongest in the universe! He'll destroy anyone who gets in his way!" answered Satsuna, finding it impossible to break free. "I respect him because his desire to control all the planets in the universe is a noble one!"

"_A dictator is noble in your mind? Tell me, how were you created?_" demanded Mewtwo. He wasn't quite ready to release his tenacious opponent.

"I was created with a mix of DNAs belonging to most races working for Frieza," Satsuna replied, now calm. "I've conquered ten planets, fourteen races and killed millions. All on my own. What's it to you?"

"_I have a similar back-story. I was created with the DNA of one of the most powerful Pokémon of this world, made by humans with the desire to create the strongest Pokémon,_" Mewtwo recounted. "_I have not destroyed any planets, enslaved any races or killed any living being. But today will be my first."_

Satsuna raised an eyebrow, and soon found himself completely unable to move any part of his body. His opponent was crushing his bones using his mind only and was killing him from the inside whilst still on the outside. In only a few minutes, Mewtwo was done and threw Satsuna's lifeless body to the ground.

_I have never had any desire to kill, though I know if I didn't do the deed now, I and everything on this planet, would have regretted it later, _Mewtwo thought, glad that this visitor had been taken care of. Without another word, Mewtwo threw the spaceship into the bottom of the nearby Purity River, never to be found again.

As Mewtwo was ready to depart, he heard some peculiar noises coming from Satsuna's body. Curious, he floated over and found that it was coming from the scouter. Mewtwo listened in.

"_Satsuna? Satsuna, are you alive? Answer if you are not dead!_" some feminine male voice from the other end of the call demanded. No response. "_But how is this possible...Lord Frieza will not be happy to know that his master creation has been killed on this new planet...Dodoria, I suggest you stay far away from Frieza for a little while..._"

After that, the call had ended. Mewtwo knew that those words meant further trouble - this Frieza may come to finish the job later. If Satsuna was that strong and tenacious, who knew how challenging Frieza would be? Mewtwo teleported to the highest point of Mount Quena, looking up at the skies for any more spaceships to come.

_Incoming visitors_

Back on Frieza's Spaceship, Zarbon was ready to deliver the bad news to Frieza himself. The effeminate alien stepped into the main control room of the ship and psyched himself, ready to deliver whatever punishment may come his way.

"Lord Frieza...it seems Satsuna has died," Zarbon informed. "We appear to have underestimated the creatures of the planet."

Frieza span his chair around so that he was facing the cyan-skinned warrior. "What?! How did he get killed? He's on the same level as Ginyu!"

"We aren't sure, all we know is that he has stopped responding," answered Zarbon, nearly regretting telling his boss this in the first place. "I suggest we send in the Ginyu Force. They're more than enough to take care of whatever killed Satsuna."

"Oh, so you want to send in four warriors weaker than this thing and someone that won't be able to touch it? I'd rather kill it myself!" Frieza returned, getting an idea. "Actually, get Dodoria and order all foot soldiers to Frieza Planet 31. I'm going to have to get that planet with my own hands!"

Frieza calmed himself with his own desire to destroy and soon set a course for the Pokémon world.

_Unwanted guests_

Mewtwo, still atop the very peak of Mount Quena and remaining patient for Frieza's arrival, sensed three amazingly strong powers coming this way. One of them was far stronger than the rest.

_He has finally arrived. How many men will it take to bring me down? _Mewtwo wondered, theorising his otherworldly foe's plans. Frieza was too far away to get a good read on his mind, so the cloned Pokémon had to rely on what he obtained from the late Satsuna's mind. _This Frieza has great strength, speed and has every other factor over me. He is entirely stronger than myself, but that would not mean he is resistant to my mind attacks. Whoever the other two are...they must be irrelevant._

A larger, more oval-shaped spaceship landed on another mountain's flat peak, where Mewtwo teleported to upon its landing. Out of the top came Frieza, Zarbon and Dodoria, all ready to contest with the Psychic-type. A mind scan would identify these three targets.

_Frieza... _Mewtwo said to himself. _And only two men. How arrogant._

"Are you the one that killed Satsuna?" Zarbon questioned, stepping forward and readying himself, as did Dodoria. "We are representatives of the Planet Trade Organisation, and Satsuna was our soldier. Respond if you value your life."

"_Yes, I did kill that monstrous destroyer. Zarbon, Dodoria and Frieza of the Planet Trade Organisation...I know exactly what you desire,_" Mewtwo answered, the telepathic talk throwing the three off for a moment.

"How do ya know our names?!" Dodoria wondered, confused.

"_Because, I am a Psychic-type Pokémon with the ability to read minds. My capabilities aren't limited to just mind-reading, however,_" explained Mewtwo. He was speaking to the three of them at the same time, which wasn't tiring him at all. "_I know that you three desire to take control of this world, and I simply cannot let you do that._"

"You're just an insect compared to the might of my army! Zarbon, Dodoria, attack!" Frieza ordered, as both blue and pink stooges rushed in to tag-team Mewtwo.

Needless to say, this was a terrible idea, as Mewtwo instantly grabbed onto the pair of them as soon as they got close, with Psychic, and started crushing their insides in a slightly different manner to what he had done with Satsuna. Several seconds passed until Mewtwo threw Zarbon and Dodoria to the ground.

"_They are not dead. Only unconscious or in Pokémon terms, fainted,_" Mewtwo extorted, trying to scare Frieza, but the space tyrant wouldn't have any of it.

"You're nothing but an insect! A bug that can be easily stepped on! When you play with me, you're out of your league!" Frieza claimed. "So don't try it! Since I'm feeling generous, I'll give you a chance to flee."

"_I am not fleeing. I will put you down, Frieza, before you destroy my world,_" refuted Mewtwo. "_I have already fought for so much...I hope this will be my last battle._"

Frieza powered up, his purple-pink aura emanating from his body. He meant business, as did Mewtwo.

**FIGHT!**

Frieza charged ahead, attempting to end the bout as soon as it started with a flurry of punches, kicks and tail swipes. Mewtwo on the other hand had thrown up another Barrier; this time, the damage was really starting to show itself. Frieza jumped back and fired a Death Beam, which tore through the Barrier and shot through Mewtwo's shoulder.

"_I can tell your physical prowess is no joke. You're hiding something, I know that much,_" Mewtwo stated, throwing Frieza back some ways with a Psychic. He then fired off three Shadow Balls, all of which were deflected away. Mewtwo then finished up his combo with a Swift, something Frieza wasn't expecting.

"You're trying to hit me with stars? Haha, you really are a pathetic life-form!" Frieza taunted, flying into the air. What he didn't expect to happen was the Swift attack circling round and ending up smacking him in the back. It didn't seem to faze him that much, though he was angered. "Argh, you really know how to push my buttons!"

Frieza fired a Death Wave, causing Mewtwo to use Counter into to successfully block the attack and send it back at the sender with a higher velocity and power. The tyrant used his arms to take the attack with as little damage as possible and found that he had taken quite a bit of punishment already, mostly because of the countered Death Wave.

"_Why must you continue to play around, Frieza? I know you have three more transformations, you're getting nowhere in your base form,_" Mewtwo manipulated. _If I can just get him to increase his power, then reflect his attacks back at him, I should succeed_.

"It's clear to me that you can do much more than read my mind...however, if you were to read it further, you'll have known making me transform is the last mistake you'll ever make!" Frieza shouted, powering up.

Suddenly, Frieza's body began to change with his ki charge intensity increasing. His height increased, his build expanded, his horns grew longer and became more pointy - his overall stats shot up massively.

"_Impressive, but you are still not strong enough to overcome my Psychic abilities,_" Mewtwo claimed, throwing a Shadow Ball towards Frieza.

Second Form Frieza simply took the attack and barely felt it. "You were saying?" he asked. His voice had also lowered in pitch and became more gruff and monster-like. He charged up some ki in his hand and unleashed a massive explosion of purple-pink ki underneath Mewtwo, whom dodged the attack with Teleport and threw Frieza into the mountain.

Frieza shot straight back up into the air and began doing some hand-to-hand combat with Mewtwo, except the Psychic-type evaded the barrage with another Teleport and began to charge up one of his stronger attacks: Aura Sphere. It hit Frieza right in his back and didn't blow him back as much as he liked, though it did strike the tyrant hard enough to cause minor discomfort.

"You really are annoying!" Frieza yelled, powering up. "My power level in this form is over a million! You're nothing!"

Mewtwo, sensing that Frieza's power was increasing, did the same with Amnesia, elevating his defences to non-physical attacks. When Frieza was done, he fired a Barrage Death Beam attack and aimed it for Mewtwo's chest, though the Pokémon was able to block it with Barrier. Thanks to Amnesia, the damage he himself took was minimal.

"_You cannot win,_" Mewtwo taunted, wanting more power out of Frieza. "_Transform again, perhaps that will work against me._"

"If you really want to die that badly, then be my guest!" Frieza continued to rage, his body transforming and power rising yet again.

From his tall, normal-looking Second Form to a grotesque form with an elongated skull and shoulders, his arm and tail length increasing as well. "I've never had to use this form before and I never plan on doing so ever again! You've pushed me this far, insect, but this is where it ends!"

Third Form Frieza fired a rapid flurry of Death Beams, known as the Crazy Finger Beam. Unbeknownst to Frieza, Mewtwo had used Amnesia a second time and put up a Counter to throw the fast-moving attack back at its owner. The transforming space dictator knew to avoid it and did so, avoiding any damage. Believing going close in would be the next best thing to do, Frieza charged in and used a complicated onslaught of punches and kicks, all seemingly fitting to be a combo attack.

Mewtwo evaded every single one with Teleport, re-appearing behind Third Form Frieza. Instead of revealing his location, the clone 'mon decided to charge his strongest and most effective attack for powerful opponents such as Frieza.

_I can tell his physical defences have gone up...this is a perfect time to use Psystrike, _Mewtwo planned, charging the almost electric-like Psychic-type attack. When it was ready, he decided to foil his cover.

"Where are you?! Get back here!" Frieza demanded, unaware of Mewtwo's current location.

"_Behind you,_" Mewtwo answered. As soon as Frieza turned around, he unleashed Psystrike, which the power-crazed villain tried to block but ultimately failed as once the attack struck, it spread around his entire body, paralysing him and dealing damage on the inside. "_Psystrike deals damage based on the user's special attack prowess and the foe's physical defensive capabilities. Since I could tell your defences have gone up considerably, Psystrike was the perfect move to use._"

Once the attack ran its course, Frieza found himself exhausted and fell to the ground, hunched over, as a result of losing so much power and taking so much punishment, mainly because of Mewtwo's strange technique.

"Darn you!" boomed Frieza, transforming yet again. Once his ki had completely enveloped him and dissipated, the smoke cleared to reveal a slender, less well-built form. "This is my final form. With the power I now hold, you now mean nothing!"

Frieza's previous battle damage seemed to have gone, though the pain still rested inside of him. With anger fresh in his mind, the son of King Cold ascended and charged a massive pink ball of energy. "100% Death Ball!"

However, this attack took a little while to fully charge, giving Mewtwo enough time to initiate a counter-attack. His eyes glimmered red, then blue, showing that he had used both Power Swap and Guard Swap respectively in order to switch his own strength and defence with Frieza's. Just as Frieza was ready to fire his 100% Death Ball, Mewtwo raised his hand and fired his own 100% Death Ball, thanks to Me First.

"Impossible!" Final Form Frieza shouted, firing his own technique as the copied move drew closer to him. For some reason, Mewtwo's Death Ball was greatly overpowering Frieza's - stirring up much confusion and anger. "How can this be?! Why is a copy of my own attack stronger than the original?!"

"_Because I swapped our power with my Power Swap move, then used another move called Me First, which allowed me to copy your attack and increase its power,_" Mewtwo explained, as his own Death Ball was right in Frieza's face. "_I have won._"

Both Death Balls engulfed Frieza, nearly vaporising him in the immense power both attacks held, combined. When the Death Balls died out, Frieza fell to the flat mountain peak with heavy damage dealt to him; though he was still able to stand, he could no longer continue the fight.

"_I can't have you, or anyone else like you from finding this planet ever again,_" Mewtwo stated, his eyes glimmering purple. "_This is our last meeting. Goodbye._"

With a flick of his hand, Frieza's world turned white. Was he dead? What did Mewtwo mean by 'this is our last meeting'? Only Mewtwo himself could answer those questions.

_End_

Suddenly, Frieza reappeared in his spaceship, with Zarbon and Dodoria beside him. He remembered ordering soldiers to different planets the company had previously conquered for a status report, but nothing else.

Appule entered the room, ready to tell the three something.

"Lord Frieza!" Appule spoke, breaking the silence. "No new planets have been located today. We are still searching for Satsuna, though it is highly unlikely we will be able to find him."

Frieza showed distaste. "Fine. Leave now."

"Uh-okay, Lord Frieza," stuttered Appule, following orders. He left the room with confusion - he couldn't tell if Frieza was angered by his news, or disappointed. Probably both, he guessed.

Now that there were no more foot soldiers in his room, Frieza flipped his chair around to stare at the empty void of space. For some reason, there was an aching nightmare daydream fresh in his mind, where he had been killed by a creature that was stronger than he was. Confused, he tried to shake it off but still feared death by his purple-tailed dream killer.

"I now have the sudden urge to learn telekinesis..." Frieza blurted out randomly.

Frieza would continue his life, venturing to all sorts of planets and meeting his death at the hands of a Super Saiyan upon the Planet Namek. Never once did he think of the Pokémon World and his battle with Mewtwo, the clone of Mew, created by Team Rocket - for he had forgotten about them long ago.

_Memory wipe_

Mewtwo, the cloned Pokémon and the native ones, remained their peaceful lives on Mount Quena, trying to live past all their hardships in life and wanting to live in peace in a place where humans could not reach them due to frequent thunderstorms and rainfalls that prevented any human from reaching the mountainous region.

He was the only one that remembered Frieza and his attempts to control the planet. Mewtwo would never forget.

* * *

_**Author Notes: **_**Hope you liked this one-shot I've had planned for a little while now, but was suddenly pushed to start writing it when the Mewtwo vs Frieza One Minute Melee released. T'was a good fight, though I believe this is what would happen if the match were put in a specific context.**

**This fic can take place any time before Raditz's arrival on Earth and after Planet Vegeta's destruction at the hands of Frieza. Who knows, maybe this is actually canon?**

**...of course not.**

**Before I end the fic here, I'd like to say that this was originally going to be the first episode of a Death Battle fan series I had planned but I decided to scrap it because there are far too many Death Battle fan episodes on the internet and I wanted to be original. Expect to see more fights in this manner in the future!**

**See ya! Don't forget to review and follow!**


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